When upskirt just about eveyone upskirt had cleared out upskirt of the locker room, and had left for the day, Bart was combing his hair and buttoning up his flannel shirt, when upskirt out of the blue, the owner video of video the company, Rachel Benson, stuck her head school around the corner upskirtschool and asked seriously, "Are you the last one here, Bart.?." "Uh, yes, ma'am," he upskirt replied school, "everyone upskirt else is gone, so upskirtschool it's just me and you I guess." Bart could upskirt tell right away that the school fifty plus year old woman was nervous about something, so he turned to face her russian upskirt and softly asked, "Is there russian upskirt something I can do for you upskirtschool Mrs. Benson, if there upskirtschool is, just ask.?." "Well um," she stammered, "you see upskirtschool, it's like this, it's been a long upskirt time for me, now what I mean upskirt is that ever since my husband passed upskirt away I haven't......." "You haven't been with a man upskirt,"

Bart upskirt began upskirt to carefully unbutton Rachel Benson's white silk russian blouse while commenting upskirt, "I have a confession to make, ma'am." "Please call me Rachel," she whispered in a husky voice, "it seems a little inappropriate to video speak so formally at a time like this." "Okay, Rachel," Bart replied softly while now exposing her huge lace bra, "my confession is that I russian upskirt've always fantasized aout these tits, and now I'm gonna get a chance to see them up close and personal." "R-really," she gasped as his upskirt hands encased her huge breasts through her silky bra, "are you just telling me that to make me feel upskirt good.?." "Of course not," he upskirt answered smoothly, "you have and incredible chest upskirtschool, and believe upskirt me, there's upskirtschool not a upskirt guy who works here who hasn't at upskirt one time or another shot a load dreaming about russian upskirt it upskirt." With her breathing becoming increasingly shallow, she barely responded, "T-that's hard to believe, I russian upskirt've seen you boys with upskirtschool Vicki and Gail, and russian upskirt they have such upskirt perfectly shaped bodies school, I certainly don't compare to them."

In his thirty years of living Bart had had his upskirt pecker school eaten by some of the best cocksuckers on the planet, but no one upskirt, and he meant no upskirt one upskirt, had ever driven upskirt him so close to an eruption in just upskirt the few seconds she had russian upskirt him in her upskirt mouth, and if school to prove that she was an equal to Vicki, Gail, or anyone else upskirtschool, Rachel upskirtschool Benson, with a series of quick maneuvers upskirtschool with her tongue and upskirt lips, brought Bart to a excruciating orgasm in upskirt her school hot warm mouth upskirt. "Good grief, woman," he gasped, "are you trying to upskirt kill me or what.?." "It must be or what," she replied proudly, "because I'm definitely not trying to kill you." "Y-you could have fooled me upskirtschool," he said shakily russian upskirt while leaning heavily against his locker, "where did you upskirtschool learn how to do that upskirt, you upskirt are truly a upskirtschool wonder.?." "Thank you, kind sir," she said sweetly, "but I guess I was just born with it, my late husband called me a natural." "Well upskirt, he certainly had a good eye for upskirt talent upskirt," Bart video replied weakly while upskirt regaining some of his lost strength, but now upskirtschool it's my turn upskirt to do you, so if you'll upskirtschool take off upskirtschool that skirt, I can get started."